CONTRACT 4166 Other CLOSEDTRANSIT SERVICE OPERATION AGREEMENT
This Transit Service Operation Agreement ( "Agreement ") is entered into by and between
the City of El Segundo ( "El Segundo ") and the City of Redondo Beach/Beach Cities
Transit ( "Redondo Beach" or "BCT ").
RECITALS
WHEREAS, BCT currently provides transit services on Line 109;
WHEREAS, El Segundo and Redondo Beach previously entered into that certain
"Transit Service Operation Agreement" pursuant to which El Segundo provides funding
to Redondo Beach for the partial cost of operating Line 109; and
WHEREAS, the current "Transit Service Operation Agreement" expires as of June 30,
2011, and the parties desire to continue such agreement on the terms and conditions set
forth below.
THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES
CONTAINED HEREIN, THE PARTIES AGREE AS FOLLOWS:
1. TERM
This Agreement shall be effective as of July 1, 2011, and shall have a one (1) year
term expiring on June 30, 2012. El Segundo acknowledges that an agreement in
similar form to this Agreement will need to be negotiated for continued Line 109
service beyond June 30, 2012. In the event El Segundo intends to discontinue
Line 109 service following the expiration of this Agreement, El Segundo agrees that
it will make a good -faith effort to notify BCT of its intent to discontinue such service
on or before December 30, 2011.
2. SERVICE DESCRIPTION
A. BCT shall operate Line 109 consistent with the map shown in Attachment A, which
is attached hereto and by this reference incorporated herein ( "Line 109" or the
"Service ").
B. BCT shall operate Line 109 on the days of the week, spread of service, and
frequencies of service equal to or better than that which was operated by BCT
immediately prior to the effective date of this Agreement. The service schedule on
Line 109 in effect on June 30, 2010, is shown as Attachment B, which is attached
hereto and by this reference incorporated herein.
C. BCT may adjust the route and schedule of Line 109; however, any changes or
reductions to the Service in excess of 10% shall be brought to the City of El Segundo
in writing for review and comment prior to implementation.
D. BCT reserves its rights, at its sole discretion, to enter into contracts for Line 109
service with any other provider of its choice at any time without City of El Segundo
approval. BCT shall be responsible for any and all aspects of administration of the
service contract, and shall assure that the contract includes provisions pertaining to
insurance, age, maintenance and operation of vehicles, driver qualifications and other
similar provisions typical of an agreement of that kind.
3. PASSENGER FARES
BCT may charge fares for the Service consistent with their existing fixed -route
service. BCT will accept interagency transfers with adjacent transit operators and
participate in the EZ Pass Program. BCT shall retain all farebox revenues. BCT Line
109 passenger fare revenues shall be used to offset operation expenses.
4. FUNDING
A. For costs associated with the operation of Line 109, the City of El Segundo shall pay
the City of Redondo Beach in accordance with this Section. The City of El Segundo
shall not pay BCT for capital costs nor shall the City of El Segundo provide
equipment to operate the Service.
B. Funding from El Segundo shall be $60,006 for fiscal year 2011 -12. In no event shall
El Segundo's funding obligation pursuant to this Section 4B exceed the foregoing
amount. In the event actual fiscal year 2011 -12 Line 109 net operating costs are less
than the estimated costs and/or actual 2011 -12 net operating revenues are greater
than the estimated revenues, all excess funds resulting from any such decreased costs
or increased revenues, if any, shall be reconciled and therefore reduce the final 4th
quarter invoice amount of the 2011 -12 fiscal year.
C. BCT is responsible for all marketing and promotion of the service. Notwithstanding
the foregoing, the City of E1 Segundo may advertise at its sole expense, but any
reference to Beach Cities Transit must be approved in writing by the City of Redondo
Beach prior to such reference. Only the Beach Cities Transit logo may be used to
advertise or market the service.
5. REPORTINGANVOICING
A. BCT shall report to the City of El Segundo on a quarterly basis, all of the following
data for the Line 109 Service:
• passengers carried
• revenue hours operated
• revenue miles operated
• total operating costs
B. BCT shall submit said report to the El Segundo City Manager in writing within
fifteen (15) days after the end of each report quarter.
2
C. BCT shall submit quarterly invoices and reporting requirement to the El Segundo
City Manager and City of El Segundo shall pay to BCT on a quarterly basis 1/4h of
the annual funds to be provided. City of El Segundo shall pay BCT within thirty (30)
days of receipt of each quarterly report from BCT. First payment shall be due on
November 30, 2011, representing payment for July 1, 2011, through September 30,
2011.
D. BCT shall incorporate Line 109 data into its Federal Transit Administration National
Transit Data (NTD) annual report for the entire Beach Cities Transit fixed route
transportation system. BCT shall provide to El Segundo annual NTD random
sampling data which provides the statistics to estimate the number of passengers
boarding and alighting by stop in El Segundo, and the total estimated El Segundo
passengers. BCT shall be responsible for any and all aspects of administration of the
service contract, and shall include provisions pertaining to insurance.
E. City of El Segundo retains the right to audit the BCT's records of Line 109 Service,
and may periodically monitor the Service.
F. BCT shall schedule quarterly joint meetings with the partnering Cities of El Segundo,
Hermosa Beach and Manhattan Beach. BCT will provide a quarterly update of Line
109 services, and discuss coordinated marketing and public outreach efforts and
operating and financing issues that affect BCT services.
6. INSPECTION OF RECORDS
BCT records relevant to this Agreement shall be available for inspection by City of El
Segundo at all reasonable times for a period of at least three (3) years for each year or
after the termination date, whichever comes first.
7. NON- DISCRINUNATION
No person shall on the grounds of race, color, religion, national origin, ancestry, age,
sex, physical or mental disability, be excluded from participation in, or be subject to
discrimination in the operation of the Line 109 Service.
8. COORDINATION
A. BCT shall coordinate their services, to the extent practical, so that passengers
transferring between transit operators will have minimal waiting times. This
coordination will require transit agencies to communicate with each other as many
weeks as possible in advance of any planned schedule change to these services that
may affect passenger transfers.
B. The El Segundo Project Manager for this project shall be the City Manager or his/her
designee. BCT coordinator for this project shall be the Harbor, Business and Transit
Director or his/her designee.
0
9. WAIVER OF BREACH
The waiver of each party of any breach of any provision of this Agreement shall not
operate or be construed as a waiver of any subsequent breach of that same or any
other provision.
10. NOTICES
A. All notices, requests, demands, or other communications under this
Agreement will be in writing. Notice will be sufficiently given for all
purposes as follows:
(1) Personal delivery. When personally delivered to the recipient:
notice is effective on delivery.
(2) First Class mail. When mailed first class to the last address of
the recipient known to the party giving notice: notice is effective
three mail delivery days after deposit in an United States Postal
Service office or mailbox.
(3) Certified mail. When mailed certified mail, return receipt
requested: notice is effective on receipt, if delivery is confirmed
by a return receipt.
(4) Overnight delivery. When delivered by an overnight delivery
service, charges prepaid or charged to the sender's account:
notice is effective on delivery, if delivery is confirmed by the
delivery service.
(5) Facsimile transmission. When sent by fax to the last fax number
of the recipient known to the party giving notice: notice is
effective on receipt. Any notice given by fax will be deemed
received on the next business day if it is received after 5:00 p.m.
(recipient's time) or on a non - business day.
Beach Cities Transit:
Addresses for purpose of giving notice are as follows:
City of Redondo Beach
Harbor, Business and Transit Director
Attention: Line 109
415 Diamond St.
Redondo Beach, CA 90277 -2836
Fax Number: 310- 372 -8021
4
With a copy to:
City Clerk
City of Redondo Beach
415 Diamond Street
Redondo Beach, CA 90277 -2836
Fax Number: 310- 374 -0220
City of El Segundo: City of El Segundo
City Manager
Attention: Line 109
350 Main Street
El Segundo, CA 90245 -3813
Fax Number: 310 - 322 -7137
With a copy to:
City Clerk
City of El Segundo
350 Main Street
El Segundo, CA 90245 -3813
Fax Number: 310 - 615 -0529
B. Any correctly addressed notice that is refused, unclaimed, or
undeliverable because of an act or omission of the party to be notified,
will be deemed effective as of the first date the notice was refused,
unclaimed or deemed undeliverable by the postal authorities, messenger
or overnight delivery service.
C. Either party may change its address or fax number by giving the other
party notice of the change in any manner permitted by this Agreement.
11. SEVERABILITY
Should any part, term or provision of this Agreement or any document required
herein to be executed be declared invalid, void or unenforceable, all remaining parts,
terms and provisions hereof shall remain in full force and effect and shall in no way
be invalidated, impaired or affected thereby.
5
12. INTEGRATION; AMENDMENT
This Agreement represents the entire understanding of the City of El Segundo and
Beach Cities Transit as to those matters contained in it. No prior oral or written
understanding will be of any force or effect with respect to the terms of this
Agreement. The Agreement may not be modified or altered except in writing signed
by both parties.
13. INTERPRETATION
The terms of this Agreement should be construed in accordance with the meaning of
the language used and should not be construed for or against either party by reason of
the authorship of this Agreement or any other rule of construction that might
otherwise apply.
14. GOVERNING LAW; JURISDICTION
This Agreement will be administered and interpreted under the laws of the State of
California. Jurisdiction of any litigation arising from the Agreement will be in Los
Angeles County, California.
15. COMPLIANCE WITH STATUTES AND REGULATIONS
Beach Cities Transit will be knowledgeable of and will comply with all applicable
federal, state, county and city statutes, rules, regulations, ordinances and orders.
16. NON - LIABILITY OF THE CITY OF EL SEGUNDO OFFICERS AND
EMPLOYEES
No officer or employee of either City will be personally liable to the other, in the
event of any default or breach thereunder.
17. INDEMNIFICATION
Redondo Beach hereby agrees to defend, protect, indemnify and hold harmless El
Segundo, its officers, employees, elected officials and members of boards and
commissions from and against any and all loss, damages, costs, expenses, liabilities,
claims, demands, causes of action, proceedings, and judgments, including reasonable
attorney's fees, expert fees and costs of suit arising directly or indirectly from or in
any manner related to or in connection with or caused by the performance or failure
of Redondo Beach, its agents, servants or employees to perform the services required
of Redondo Beach employees under the terms of this Agreement.
El Segundo hereby agrees to defend, protect, indemnify and hold harmless Redondo
Beach, its officers, employees, elected officials and members of boards and
commissions from and against any and all loss, damages, costs, expenses, liabilities,
claims, demands, causes of action, proceedings, and judgments, including reasonable
attorney's fees, expert fees and costs of suit arising directly or indirectly from or in
any manner related to or in connection with or caused by the performance or failure
of El Segundo, its agents, servants or employees to perform the services required of
El Segundo employees under the terms of this Agreement.
0
IN WITNESS WHEREOF, the parties have executed this Agreement in Redondo Beach,
California, as of this day of , 2011.
CITY OF REDONDO BEACH/
BEACH CITIES TRANSIT
Mike Gin
Mayor
APPROVED AS TO FORM:
4- 7>
t ce Webb , Ity ' Bey
W ,...r.
ATTEST:
Eleanor Manzano, City Clerk
CITY OF EL SEGUNDO
By:
Doug Willmore
City Manager
APPROVED AS TO FORM:
FIN 0 1 *1. 6
A
9my rt
ig
Attachment A: Line 109 Ma
Revenue Service Mile Calculations
NIB Miles
Revised Route Miles
i o, l/r
s
/1
��/
/ //�..rl
Los
,/
Manhattan Beach
/,.n: /r
3.4
/1 /
18.28%
;,
3.2
/ �:
19.63%
/ d.�_.,
%._�, d, ✓r r.r / %ii...er r..r //
/ / //. ,. � r, r , / ,.
/ /// / //1 , /,/
/ ✓ / / /
//. Jr,..,,,
-1 / / 1. /
,/ ,. / -� ,/r
/ /. I /.
I° / «�� n,...
/
Total Miles
18.6
100.00%
16.3
100.00%
�.
%%
/
Revised Route Miles
✓���... 'q f., f (N ,/ ,, rr F l // /., rF r %' //J // I ai
NB Miles
/J 1 /i/ % �/ ., / / /// r (/ %
/ r. ( ,. [. �/ % /
SB Miles
r // �1. G.
r
i N. ,i I � Jai
o � �ro h N�, ✓;� � /iiiinrii iiN)� c� / /� /G /id�ili /i�'r /r, ., , /iir� /�� / % %�l / / /�
Hermosa Beach
/�,,,1� /��� % / /�0� /� / /�� /i� ; �����
2.2
/
r / //, � i D�ilr, a�������,
11.83%
r llrlui�����1� /�����1iGf�r
1.6
v
lu,�mlr�v l
82%
O,.
ElSegundo
J
:W 11
114,11 7,17lill, I ;W15l, lop
pow
I IL V.: h1l f il I r!y 7' AI Y17 Ml
P', I'll— Ws "17-1A. IV IT w l 004,,—, IV I I V 1n I I IT, 1q,
.. ..... ..
PC 1 I' -.: A -:W°
I -, I - 7 1 l, MIT,